Triangle Chapter: Penn State Alumni Association ++ Bylaws

Revision Date: August 1, 1995

ARTICLE I

SECTION 1: Name

The name of this organization shall be The Triangle Chapter of the Penn State Alumni Association (the "Chapter"), a field organization of the Penn State Alumni Association (the "Alumni Association").

SECTION 2: Mission Statement

To promote Penn State University and the Alumni Association by providing fellowship, philanthropy, and support to alumni and friends in the Triangle area.

SECTION 3: Purpose

(a) promote the fellowship and welfare of Penn State Alumni ("Alumni"), students, parents of students, and other friends of the University residing in the chapter area by providing information and services to them;

(b) recruit volunteer assistance for the various programs of the Triangle Chapter and the Alumni Association; and

ARTICLE II

SECTION 1: Membership

(a) Active. Any student, former student, or supporter of Penn State is eligible to become an active member.

(b) Adjunct. All non alumni members of the Penn State family who have distinguished themselves by their support of Penn State are eligible to become adjunct members of the Chapter. Appointment as an adjunct member requires the approval of the board of directors.

SECTION 2: Dues

(a) Annual dues shall be charged to all active members of the Chapter and shall be determined by the board of directors.

(b) In the event that both spouses are Penn State Alumni and both wish to become active members of the chapter, this may be accomplished by paying dues individually.

SECTION 3: Membership Privileges

(a) Active.

1. One vote in open meetings;

2. eligible to be on the board;

3. eligible, if Alumni, for executive board of directors;

4. invited to all Chapter functions; and

5. entitled to bring one adult guest, i.e. spouse and the member's children, to chapter events.

(b) Adjunct.

Privileges shall be determined by the Board of Directors on an individual basis.

SECTION 4: Calendar

The calendar year for the Penn State Alumni Triangle Chapter will run from July to June.

ARTICLE III

SECTION 1: Executive Board

(a) The officers of the Chapter, ("Executive Board"), shall consist of a president, a vice president, a secretary, and a treasurer. All officers must hold concurrent membership in the Alumni Association.

(b) Purpose.

1. The Executive Board shall have all responsibility of monetary matters. The Executive Board shall have the capacity to override any decision made by the board, including the presidential tie breaker vote, if necessary. In addition, the Executive Board may amend the bylaws, with the exception of Article VIII, Dissolution of the Chapter.

2. The Chapter cannot exist without an Executive Board.

3. The Executive Board shall consist of no less than a president and treasurer.

SECTION 2: Board of Directors

The board of directors (the "Board") shall consist of the Executive Board, assistant officers, and committee chairs.

SECTION 3: Terms of Office

(a) Officers. The term of office for the Executive Board of the Chapter shall be two years. Officers of the Chapter may be re elected, but successive terms of office shall be limited to two, unless approved by the Executive Board.

(b) Board of Directors. The term of office for voting members of the Board shall be two years. Board members may be re elected but successive terms of board membership shall be limited to two, unless approved by the Executive Board.

(c) Vacancies. If a vacancy should occur, the Board may elect a new member to serve for the remainder of the unexpired term.

SECTION 4: Elections of the Board

(a) On alternating years, the Executive Board or remaining members of the Board will be elected through a majority vote by active members.

(b) A quorum shall consist of quarter of the voting members, which must include either the President or the Vice President.

(d) Candidates for President must be approved by the Board.

ARTICLE IV

SECTION 1: Responsibilities of the Executive Board

The responsibilities of the Executive Board are as follows:

(a) The Executive Board shall attend all Executive Board meetings, with the exception of absences approved by the president. Repeated unapproved absences are grounds for removal from the Executive Board.

(b) The Executive Board shall meet on a regular basis. The location and time of Executive Board meetings is discussed and agreed upon by the Executive Board. It is the responsibility of each member to stay current on meeting locations, or in the case of absence from a meeting, confirm future meeting locations with the secretary or other Executive Board members.

(d) The Executive Board shall conduct themselves in accordance with the Penn State Triangle Chapter Conduct Guidelines.

(e) Members shall make reports on their activities as requested.

SECTION 2: Duties of the Executive Board

The duties of the Executive Board shall be those set forth below:

(a) President. The president shall serve as chair person of the Board and Executive Board. He/she shall manage day to day business of the Chapter, assist in the appointment of committee members, call Executive Board, Board, and Chapter meetings, and preside at those meetings. The president shall inform the national Penn State Alumni Association Chapter Office (the "Alumni Office") of Chapter activities and shall submit to that office an annual "State of the Chapter" report. In the event of a tie vote by the Board or Executive Board, the president has the tie breaking vote.

(b) Vice President. In the absence or disability of the president, or at his/her request, the vice president shall perform the duties of the president. If the office of president becomes vacant, the vice president shall become president until the next annual election of officers by the board. He/she shall perform such additional duties as may be delegated to him/her by the president.

(c) Secretary. The secretary shall keep official minutes of the meetings of the Chapter and the Board and shall send a copy to the board members and the alumni field director. He/she shall maintain the official copy of the Chapter's Charter, Constitution, Policies and Procedures, and past Chapter and Board minutes. He/She shall reconcile the Chapters financial statements on a quarterly basis.

(d) Treasurer. The treasurer shall be responsible for all receipts and disbursements of the Chapter and shall assist the secretary with the Chapter's records, as necessary. The treasurer shall be responsible for overseeing that disbursements are made in accordance with the guidelines in the Chapter's annual budget, approved by the Executive Board. He/she shall be responsible for submitting a current financial statement at Board meetings as requested, and alert the Board to any financial changes that may affect the budget. He/she shall submit an annual financial report to the Board and shall send a copy of the approved budget to the Alumni Office.

(e) Assistant Secretary. In the absence or disability of the secretary, or at his/her request, the assistant secretary shall perform the duties of the secretary. If the office of secretary becomes vacant, the assistant secretary shall become secretary until the next annual election of officers by the Board.

(f) Assistant Treasurer. In the absence or disability of the treasurer, or at his/her request, the assistant treasurer shall perform the duties of the treasurer. If the office of treasurer becomes vacant, the assistant treasurer shall become treasurer until the next annual election of officers by the Board.

SECTION 3: Duties of the Board

(a) The Board is the legislature of the Chapter and is empowered to establish local policy, consistent with the program set forth by the Alumni Association and the Executive Board.

(b) The Board shall hold a minimum of four meetings each year and other meetings called by the president at his/her discretion or upon petition to the president bearing the signature of at least one third of the voting members of the Board. A petition for meeting shall state the specific purpose for meeting within seven days and shall hold such a meeting within fourteen days of receipt of a petition.

(d) Voting members of the Board shall attend all meetings of the Board with the exception of those excused by the president. Additional absences require Board approval. More than one unapproved absence from Board meetings within a year is grounds for removal. The Chapter shall meet on a regular basis. The location and time of Chapter meetings is discussed and agreed upon by the Board. It is the responsibility of each Board member to stay current on meeting locations, or in the case of absence from a meeting, confirm future meeting locations with the secretary or another officer.

(e) Voting members of the Board shall serve on a least one standing committee of the Chapter.

ARTICLE V

SECTION 1: Committees

Four standing committees (Membership, Activities, Chapter Services, and Student Relations) established by the president shall be appointed from the voting members of the Board. Each committee shall have a chair person who shall be responsible for carrying out the functions of the committee and reporting to the Board, per request. Chair persons shall be appointed by the Board.

SECTION 2: Functions of the Committees

(a) Membership. The membership chair person shall maintain complete records of all active and adjunct members of the Chapter, and the list of all current Alumni Association members in the Triangle Chapter area (the "Alumni Association list") which shall be obtained from the alumni office. The membership chair person shall use the Alumni Association list only for Chapter and Alumni Association purposes and shall not, under any circumstances release the Alumni Association list for outside commercial purposes, political activities, or any other reason not directly related to Chapter or Alumni Association activities. The Membership Committee shall review the Alumni Association list and devise ways to encourage area Alumni to participate in Chapter activities, and to become members of the Chapter and the Alumni Association. The committee shall maintain contact with the Alumni Association and shall notify the alumni office of address changes, job changes, achievements, and other pertinent information. The committee shall be responsible for: producing and publishing the Chapter Newsletter at least biannually; producing and publishing advertising materials for the Chapter; and contacting new arrivals to the Triangle Chapter area.

(b) Activities. The activities committee shall propose an annual schedule of Chapter activities which shall be presented for the Board's approval no later than May 31, and sent to the Alumni Office when approved. The committee shall assure that the schedule consists of a well rounded series of events designed to promote all aspects of the Triangle Chapter and its Mission, including its scholastic, athletic, and cultural activities. The committee shall also devise ways to encourage area Alumni to participate in Chapter activities. A written summary of each activity shall be submitted to the Board, critiquing activity effectiveness and Alumni response. The Activities chair person shall submit notices of activities to the "Penn Stater" magazine, in accordance with publishing deadlines.

(c) Chapter Services. The chapter services committee shall be responsible for suggesting projects such as: community services; career services; and philanthropic events to the Board. The chapter services chair person shall be responsible for organizing and implementing all projects approved by the Board.

(d) Student Relations. The student relations committee shall plan an annual Penn State freshman "send off" event for Triangle Chapter area students and their parents. The committee shall also serve as a liaison between the Chapter, area high schools, and area recruiters. The committee shall also be responsible for recommending policies regarding the scholarship fund to the Board.

ARTICLE VI

SECTION 1: Annual Chapter Meeting

The Chapter shall hold an annual meeting no later than June 30. At the annual meeting, elections shall be held. A Chapter Status Report shall be compiled and presented by the President.

SECTION 2: Special Chapter Meetings and Other Chapter Activities

The president shall call special Chapter meetings that are included in the Chapter's annual schedule or activities or that are necessary to carry out the purposes of the Chapter.

ARTICLE VII

SECTION 1: Adoption

This constitution shall be officially adopted upon its approval by the majority vote of the Board. It shall take effect upon the granting of a charter by the executive board of the Alumni Association, authorizing its functioning as one of the official Penn State Chapters.

SECTION 2: Amendment

This constitution may be amended by a majority vote of the Board with the exception of Article VIII, Dissolution of the Chapter. No amendments shall take effect until duly approved by the Executive Board of the Chapter.

ARTICLE VIII - Dissolution of the Chapter

SECTION 1: Chapter Dissolution

If at any time it is deemed necessary by the Executive Board to dissolve the Chapter, or if the Chapter does not have at least a president and a treasurer, the Chapter must be dissolved.

In the event of dissolution of the Chapter, the Alumni Association and all Chapter members must be notified a minimum of 30 days prior to the final Chapter meeting. This meeting will be to validate that the Chapter must be dissolved and to carry out the procedure for dissolution if necessary.

At this meeting, the following topics must be covered.

1) Statement of the reason for dissolution

2) An open election for officers in which case, the dissolution would be nullified if at least a President and a Treasurer are elected

3) or, if necessary, dissolution of the Chapter as described below.

First, all properties of the Chapter will be auctioned off at a Chapter function and the proceeds will be added to the Chapter funds.

Next, all monies of the Chapter will be disbursed in their entirety to the Alumni Association in the form of a scholarship donation.

ARTICLE IX

SECTION 1: Impeachment of a Board member

The Board member in question may not vote in this matter.

A minimum of 80 percent of the remainder of the Board must vote in favor of an impeachment before it can become official.

SECTION 2: Impeachment of an Executive Board member

The Executive Board member in question may not vote in this matter.

A minimum of 80 percent of the remainder of the Executive Board must vote in favor of an impeachment before it can become official.

SECTION 3: Resigning a Board position

Any individual choosing to resign from a position on the board of directors must submit such resignation either verbally, or in writing, to the president of the chapter. If the president is resigning, the resignation must be given to any other remaining Executive Board member.